Duck and Cover
by Felyndiira
Summary: A response to kateandharvey's fanfic challenge #4, C.C. has to duck for cover when she gets an unexpected surprise. Niles/CC of course. Originally intended as a one-shot, grew to 4 chapters due to reader reviews & comments. Rating upgraded to T for content in Pt.3
1. Chapter 1

_Author's Note: This is for kateandharvey's challenge, and I went with #4 "A fic where CC grabs Niles spontaneously, slams him against the wall, and kisses him... Out of anger, preferably. ;)" because an idea popped into my head when I read the sentence. So this one-shot is for you K&H. I regetfully do not own the Nanny, or Niles, or CC, or Max... *sigh* This takes place shortly after the events of "The Yummy Mummy"._

_**Duck and Cover**_

CC stood in front of Maxwell's desk, tapping her foot impatiently, "What do you MEAN I need to go to the grocery store to help out Dust Buster?"

Maxwell Sheffield sighed, wondering why he couldn't have one normal person working for him. "CC, I explained it to you, these contracts need to be taken to the theater ASAP, and Niles needs to use the car to run to the grocery store to get a fresh duck for the special dinner we're having for Mr. Carstairs tonight. I told you that Duck A L'Orange is his favorite dish, but somehow Niles never heard that piece of news until the last minute. We need Mr. Carstairs to invest in our new production, so serving his favorite meal makes perfect sense, and it's one of Niles' best dishes. Since the towncar is the only one available because the limo is in the shop, you'll need to the share the car with him."

CC picked up the folder of contracts, and tucked them into her briefcase with a huff, "All right, all right, but I don't have to like it!" and stormed out of the office. Maxwell didn't find it necessary to tell her that he had just had almost the exact same conversation with Niles. He shook his head and put his glasses back on to finish reading the production notes for their latest production, a musical version of the movie, "Twister". The techincal aspects of how to get a cow into a flying harness on a stage that small was quite perplexing.

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Niles closed the cupboard door and finished putting together his grocery list. Of course they would decide to change the menu the day of the event and wait until the last minute to tell him, the one preparing the meal. Fortunately he did have most of the necessary ingredients in hand, just a few things to pick up, and of course, the perfect duck. He only hoped Miss Babcock wouldn't dally at the theater, he would need every minute he could find back in the kitchen to have the meal ready on time that night. He was just about to yell for her when the door swung open, barely missing him and C.C. Babcock barrelled into the kitchen.

"Let's get going, Tidy Bowl Man, I don't have all day." She didn't even stop and headed right for the back door. Niles only sighed, checked that he had his wallet and the towncar keys and followed her outside. He unlocked the door and C.C. climbed into the back seat, leaving him to sit up front alone as if he was her personal chauffeur. While normally a quick retort would have jumped to his lips, he was too distracted with putting together the timetable for cooking the meal that evening. He climbed into the driver seat and called back to her, "We'll stop at the theater first so the food will stay cold. Just don't take too long in there."

C.C. glared up at him, her blue eyes snapping at his, "Don't give me orders, Feather Duster, I know how to do my job, you just do yours." The drive to the theater was silent as Niles focused on driving and C.C. reread all of the contracts for any last minute changes that needed to be made.

When Niles pulled into the back alley of the theater, C.C. jumped out, and Niles quickly followed her. Before she could say anything he said, "I'll just go in with you to make sure you don't get held up with questions, we are on a timetable you know." She only nodded and headed for the backstage door. Niles glanced up and down the alley, these settings always seemed like the perfect place for a mugging, dark even in the middle of the day, and he didn't feel comfortable letting even Miss Babcock walk around here alone.

As he entered the area backstage, C.C. was already deep in conversation with the stage manager about what arrangements needed to be made over the next few days to stay on schedule. Niles just leaned against the wall, keeping an eye on his watch. He suddenly heard a deep hiss of breath, and glanced over to see C.C. staring out towards the audience area with a look of shock and horror, her skin turning pale before his eyes. Niles quickly stepped forward to see what she was looking at, and saw a man talking to the director, who was going through dress rehearsals with the cast. The man looked vaguely familiar to him, but it was hard to tell in the dim lighting and from the back. When he turned around to look back up towards the stage, Niles recognized him at once and got a sick feeling in his gut. It was Colon, no, Colin, that heel that had dumped Miss Babcock a couple of weeks earlier. What on earth could he be doing here? C.C. must have asked the stage manager the same thing, and he said, "Oh yeah, that guy has been coming in a couple of times a day hoping to catch you here, let me tell him you are here." Before she could stop him, the stage manager stepped out onto the stage to get Colin's attention. C.C. looked around her, furious at being put on the spot and having to deal with that rat here in front of all these people, and desperately looking for someplace to hide.

"C.C., Baby!" Colin's grating voice came up from the audience area and she knew she only had a few moments to act. There wasn't any place to hide on the side of the stage, and only Niles was there... _*Niles...* _Before she could talk herself out of acting, she grabbed Niles' arm, and threw him back against the brick wall, plastered herself to his front, grabbed the lapels of his jacket, and pressed her mouth against his. Her fury was fueling her, she was so angry at Colin for trying to interfere with her life after dumping her so cruelly, she pushed Niles back against the wall with all the might in her arms, and with her lips.

Niles stood frozen against the wall in complete shock, eyes wide open, having no idea how on earth this situation could have happened. After only a moment, he could see Colin making his way up onto the stage, and then the feeling of C.C. Babcock pressed so intimately against him began to register, as well as the soft but firm pressure of her kiss, and before he could help himself, his arms wrapped around her hips and pulled her into him more comfortably and he began to return her kiss with equal ardor. Another hissed breath rang out, this one from Colin as he spotted them against the wall. "Well, the slut sure didn't take long to move on to her next conquest. Fine!" He snapped, turned, and stalked away. Once his footsteps stopped echoing in the silence of the theater, C.C. pulled back from Niles with a gasp, both of shock and for breath, and took five quick steps backwards to put space between them. Unable to meet his eyes, embarrassed at her rash action, and confused by the strange feelings boiling inside of her, she grabbed her briefcase and headed for the backstage door. Niles quickly followed.

Glancing up at the mock playbill poster for their new show, "Duck and Cover", Niles knew he had just been used by C.C. to avoid a confrontation with Colin, but after the heel's parting comment, Niles found he didn't mind being used at all.

_**Fin**_


	2. Chapter 2

_Author's Note: Thank you for the great reviews, I'm so happy you liked it. I actually admit I had a 2nd and 3rd chapter in mind when I wrote the one-shot, so I was really really hoping you'd like it and ask for more. And so you did. And so you shall receive. Enjoy part 2 - 4 more reviews and you'll get to see part 3. ;)_

Niles parked the towncar just down the street from the small grocery store. It was a small neighborhood place he had found down in Queens when he had dropped Fran off at her mother's apartment building, and it had the freshest meat he had found. He glanced in the rearview mirror at C.C., who hadn't stopped glancing behind them the entire time they had been driving from the theater. _*Probably worried Colon will be following us* _Niles cleared his throat, "I won't be long, but do you want to come in with me?" C.C.'s head whirled around and she quickly composed her features, "All right, I suppose I should, just to make sure you get the best duck they have for the dinner tonight." Niles chuckled to himself as he got out of the car and opened the door for C.C. to exit. _*She probably wouldn't know a quality duck if it bit her on the nose.*_

He held open the grocery store door for C.C. and grabbed one of the plastic baskets piled by the doorway and headed back towards the butchery. C.C.'s nose wrinkled at the variety of odd smells and spices in the building, and hurried after him, unable to help herself from glancing back at the door a couple more times to ensure Colin wasn't behind them. As Niles spoke to the man behind the meat counter, C.C. chided herself for letting Colin get to her like this, and for letting herself act so recklessly with Niles. _*God, what he must be thinking of me right now, I'll be hearing zingers about this for weeks!*_

While Uncle Marty (or was it Cousin Marty, Niles never could keep all of the Fine Family straight in his head) went into the cooler to get the duck, Niles watched C.C. fidgeting out of the side of his eye. He could almost read the thoughts on her face, anger at what had happened, embarassment at what she had done, dread at how he would use it against her. Yet Niles felt no desire to use it against her like he normally would. The only desire he felt was to get a repeat performance to see if kissing C.C. Babcock could possibly be as wonderful as he thought it had been. His thoughts turned to how he could arrange exactly that when Marty brought back the duck, neatly wrapped in brown paper. Niles thanked him, and placed it in his basket, and headed off to pick up the couple of other items he needed. He didn't bother to check to see if C.C. was following him, his mind was totally focused on a plan to get that repeat performance.

It wasn't until he was at the checkout counter that he glanced around to see if she was still with him, and was relieved to see she was, although she was nibbling on one of her nails in a very nervous manner - and very un-Babcock like of her. He would get her home to her natural environment safe from the Colin's of the world and she'd be OK. He frowned, wondering when on earth the well-being of C.C. Babcock ever mattered so much to him. He paid for his purchases, picked up the bag, and headed towards the door, hearing the click-click-click of her heels following behind him.

As they walked up the street towards the towncar, he saw a small older woman walking towards them on the sidewalk, and in a flash, he knew how to get his repeat performance. He hurriedly stepped into the small alley between the grocery store and the dry cleaners next to it, and reached out a hand to grab C.C. and pull her in with him. With a slight "oomph" she hit the brick wall of the grocery store. Before she had a chance to say anything, Niles dropped the bag onto the ground and put his hands on the wall on either side of her head. "That woman that Fran is trying to set me up with is coming his way, you have to hide me!" Before C.C. could acknowledge what he had said, he swooped in and began a kiss just as forceful and intense as the one she had given him earlier that day. C.C. practically melted against him, and her arms came around him and he felt her fists clenched against his back.

Time seemed to stop for both of them as they both gave themselves completely into the kiss, the only sounds that could be heard were the occassional moan of pleasure, although from which person it came, you couldn't tell, and the hum of traffic from the street. Suddenly, a nasally and all-to-familiar voice said, "Geez, get a room already, right Val?" Niles pulled back and he and C.C. both turned their heads slowly towards the entrance to the alleyway, where Fran Fine and her best friend Val were standing. Fran's expression changed quickly from disgust to complete shock as she said, "Miss Babcock? Niles? Whatcha doing in there?" Val helpfully piped in, "They were kissing each other, how did you miss that, Frannie?"

The four of them stood in silence not knowing exactly what to do or say. Both Niles and C.C. wished that "Duck and Cover" were an option available to them right now.

_**Fin**_


	3. Chapter 3

_Author's Note: Thank you for the great reviews, I'm so happy you liked Part 2. I shouldn't be surprised that my one-shot couldn't stay a one-shot, so I am really glad you are enjoying reading it as much as I am enjoying writing it. Here is your finale, Part 3, please enjoy!_

Fran finally broke the long pause by covering her eyes and grabbing Val's arm, "Come on, Val, we gotta get outta here." Val turned and waved at them with her other hand, "Bye bye!" She seemed oblivious to the undercurrents of tension. Niles and C.C. just watched the pair walk hurriedly down the street, Fran dragging Val behind her, and both were amazed at how much speed those two could make with those high of heels on. Niles bent down to pick up the bag of good and said softly, "We should get going." C.C. was silent as she followed him to the towncar, and slipped into the backseat. Niles climbed into the driver's seat, and put the bag of food in the passenger seat and took a slow deep breath before starting the car. It wasn't a fluke, it wasn't his imagination, he was attracted to C.C. Babcock, the Bitch of Broadway, his arch nemesis for more years than he cared to remember. _*How the hell did something like that happen?*_

C.C. wasn't doing much better in the backseat. She pulled some papers and a pen out of her briefcase and pretended to look at them, but her mind was back in the alleyway, feeling the cold bricks pressed against her back and the warmth of Niles pressed against her front. She wanted to believe that he was just getting back at her for what she did to him at the theater, it would be so easy for her to believe that except for one thing - the very obvious sign that Niles wanted her that had been pressed against her when they kissed, and the wetness between her legs created in response to it. She wanted Niles. The Butler. A Babcock wanting a Butler. Oh God, how she desperately wanted to make love with Niles. She shifted on the seat to a more comfortable position, still in disbelief at the feelings raging through her. She began making notes and doodling when her mind wandered back to the two kisses they had shared that day. _*How the hell did something like that happen?*_

Niles pulled the car into the drive and C.C. jumped out without waiting for him to open the door and made a beeline for the kitchen doorway, eager to put some space between them so she could think about what had happened. Niles just sighed, and picked up the bag of food. As he walked around the car, a splash of red caught his eye, and he bent down to retrieve a playbill for "Duck and Cover" that must have fallen out of C.C.'s briefcase in her hurry to get away from him. Heading into the kitchen, he sighed deeply to himself, regret slashing through him for upsetting her, when he noticed a small blue doodle on the back of the playbill. He slipped it into his jacket while he put away the groceries, and then slipped upstairs to his room to take a better look at it. After closing the door, he pulled it out and peered closely at the back of the playbill, and his eyes widened in surprise. Beneath the words "Duck and Cover", C.C. had written, "Don't hide, Niles" - and there was a small heart above the "i" in place of the dot. He tucked the playbill into the endtable and returned to the kitchen. He had a major meal to prepare and didn't have time to ponder the implications of that little heart, or the message C.C. had inadvertently left behind.

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C.C. had known better than to try and talk her way out of having dinner at the Sheffields' that night. Part of her job was to court the backers, and they needed Carstairs to get on board to finalize the "Duck and Cover" production. She walked around the table, laying one of the playbills next to each table setting. Fortunately Max had learned his lesson from an earlier disaster. Fran and the Sheffield children had been sent out to eat and watch a movie for the evening. She had carefully avoided Niles and Nanny Fine all afternoon; this evening was too important to have a scene disrupt it. She set the playbill next to Mr. Carstairs place and realized she was missing one for Maxwell's place. She was sure she had grabbed three when she was at the theater that afternoon. Maybe she dropped it when... her train of thought stopped and she could feel the blush burning her cheeks as she remembered why she might have dropped it. She headed out towards the front entryway and the small bathroom hidden under the stairs. It seemed like a good idea to play "Duck and Cover" herself until Mr. Carstairs arrived, and she could use the time to get her horomones back under control before having to face Niles serving dinner.

Meanwhile Niles put the finishing touches on his duck a l'orange. It would be ready to serve promptly in 45 minutes, which was how much time Mr. Sheffield had set aside for small talk, appetizers, drinks and discussion before the meal. Niles hadn't left the kitchen all afternoon except for the time he had snuck into the dining room to set the table, and only after making sure that Miss Babcock and Mr. Sheffield were both busy at work in the office and she would be unlikely to leave. Avoiding Fran had been more difficult, she had walked through the kitchen at least half a dozen times, but each time, she said nothing, just giving him a strange look. _*I think a quiet Fran scares me more than a yenta Fran*_ Niles sighed, and walked towards the dining room, carefully listening at the door to see if C.C. was in there. Hearing nothing, he peeked around the corner of the door. Everything was set up and ready to go, the only addition was a couple of playbills for the show laying on the table next to C.C. and Mr. Carstairs' places. He wondered why there wasn't one for Max when he remembered the one up in his bedroom, and he couldn't help the small smile teasing the corner of his lips. He kept moving towards the living room, where he wanted to check the bar one last time before waiting for Mr. Carstairs' arrival. Finding everything in order, he moved towards the front door when he heard Fran and the children preparing to depart for their movie and dinner. He didn't want to endure another one of her glares, so he made a beeline for the bathroom under the stairs. A little "Duck and Cover" operation of his own appeared to be in order.

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Niles became aware of two things almost simultaneously as he closed the bathroom door behind him. First was the strong scent of Chanel #5, Miss Babcock's preferred scent, and second was a surprised gasp from the room behind him. Turning slowly, he found Miss Babcock herself sitting on the laundry hamper under the small window staring at him in shock. "What are you doing in here?" she hissed at him. Deciding to be frank, he turned to face her and leaned almost casually against the door frame. "Hiding from Miss Fine. What are you doing in here?" C.C.'s hands clenched into fists as she hissed back, "Hiding from you, Dust Mop!" Niles' eyebrow went up, surprised at her frank honesty in her answer. She appeared equally surprised, because she immediately began to blush, and turned her gaze down to his feet. "I was here first, you leave." He shook his head, "They'll all be gone in a minute, and then I'll leave. I'll stay clear over here on this side of the room so you have nothing to be afraid of, witch."

C.C. jumped to her feet and took two large strides towards him, "I'm not afraid of you, Mr. Clean!" Niles leaned forward, getting right in her face, "Then what are you afraid of?" C.C. was in a full head of steam now and hissed, "This!" before grabbing Niles' arm and just as in the theater, tossed him towards the bathroom wall, and planted her mouth on his. They both immediately became completely engrossed in the kiss just like outside the grocery store. The entire world ceased to exist except for the two of them, their bodies straining to get closer to each other, lips locked together as if with super glue.

They sprung apart as the bathroom door opened and Fran's nasally voice said, "Get everyone out to the cab, Maggie, I just want to check my hair before we leave." They turned to stare at Fran, who was staring in shock at a near identical performance to the one she had seen earlier that day, just with the roles reversed. "Oy, when I said get a room, I didn't mean a room HERE! Oy, my eyes, my eyes!" Covering her eyes, she closed the door with a snap behind her and headed for the front door.

Niles glanced back at C.C., who licked her lips in curiousity at what would happen now that they had been caught again. Niles stretched out a hand and flicked the lock on the door, then reached for the light switch. "Shall we rehearse Duck and Cover further, Miss Babcock?", smiling down at her still leaning against him, and his bright blue eyes shining down at her with excitement, arousal, and affection. C.C. stretched her arm out and pushed his arm down, shutting the lights off and leaving them in almost pitch darkness. "Absolutely, Butler Boy. How about I Duck, then you can Cover."

The doorbell chimed, signalling the arrival of Mr. Carstairs, but Niles' attention was focused on a different sound - that of a zipper being lowered by the woman kneeling before him. His mind raced as he anticipated his turn to Cover then it was lost completely as C.C. began to Duck.

_**Tres Fin**_


	4. Chapter 4

_Author's Note: I know, I said I was finished, but I was re-reading the story and the reviews, and I just couldn't help myself. The thought of that poor duck left to burn eternally in the oven was more than I could bear. :) Enjoy this short post-script, dear readers._

Mr. Sheffield answered the door himself, mumbling about incompetent butlers, apologized profusely to Mr. Carstairs that he had been kept waiting at the door for so long, and offered him a drink while he checked on dinner. He hurried into the kitchen ready to yell at Niles, just to see the thin trail of black smoke coming from the oven. Hurrying over he grabbed a towel, pulled the burnt duck out of the oven, dumped it into the sink, started the water, turned off the oven, and waved the towel at the smoke hoping to avoid setting off the fire alarm and sprinkler system. After a very deep sigh of relief that disaster hadn't occurred, he returned quickly to the living room. He offered to take Mr. Carstairs to his club for dinner instead and they could talk there over a couple of cigars. The two men left, Mr. Sheffield cursing both his missing butler and business partner under his breath, while smiling for the backer who could make his show happen. A cab was quickly hailed and the two men were on their way.

**_Forty-five minutes later:_**

Niles and C.C. peeked out of the bathroom before stepping out. C.C.'s hair was in a state of disarray and her blouse not quite buttoned correctly. Niles was still re-buttoning the vest of his uniform and his hair was wildly disheveled as if a woman had run her hands madly through it - which of course, is exactly what had happened. Almost at once, Niles' keen nose picked up the faint smell of smoke and he gasped, "The duck!" and hurried to the kitchen. C.C. had a similar revelation, "The backer!" and headed back towards the study, assuming Maxwell had taken Mr. Carstairs back there since dinner wasn't being served, trying to smooth her hair and make herself presentable as she walked.

Niles frowned at the burnt remains of his duck sitting in the sink, under the still running tap of water. *How could you have lost yourself so completely like that, old man, its not like you to get blown away* He chuckled at the unintended pun, and turned off the water. Sighing over what would have been a lovely dinner, he tossed it in the garbage can before the thought struck him. *With Fran and the kids gone, and C.C. and myself... otherwise occupied, who pulled the duck from the oven?* Realizing it had to be to Mr. Sheffield, he turned and headed for the study.

C.C. frowned at the empty study. *They're not here. Why aren't they here? Where could they be? Had Carstairs not shown up?* She sat down on the green sofa and sighed, *Babcock, what on earth came over you, its not like you to be knocked off your feet like that* She chuckled at the unintended pun. Sighing, she realized that if Carstairs had shown up, Maxwell must have taken off with him somewhere and left her here with the Dust Mop. Her sad expression turned into a smile, slowly, as she realized she and Butler Boy had the house completely... and totally... to themselves.

She was just standing up from the sofa when Niles appeared at the doorway, an apology ready to be offered to his boss when he realized C.C. was the only one in the room. "Where are Mr. Sheffield and Mr. Carstairs? Dinner was ruined but at least he stopped it from starting a fire." C.C. shrugged, and let her jacket fall from her shoulders, "I don't know, and I just realized that I don't really care, Butler Boy." She stepped up to him, a sly grin on her face.

Niles took one step backwards out of habit when dealing with Miss Babcock, before reaching out his arms and pulling her to him, "And what do you care about, my little witch?" Her grin widened, "I think we need to continue our rehearsals for "Duck & Cover" someplace a little more private, no possible Nanny Fine interference. How about... your room?" There was a long pause, and Niles could see the self-doubt just start to creep into her eyes before he gave her a dazzling smile. "Frankly my dear, I can think of nothing I'd like more." He led her upstairs to his room, and with a loud resounding click, shut out the rest of the world while he and his little witch took up rehearsals where they had left off downstairs.

_**Tres Tres Fin**_


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